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Filing Requirements Mergers

Bass, Berry & Sims PLC

Healthcare Private Equity: What to Expect for the Rest of 2024

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Although the U.S. healthcare industry has weathered the storm over the past couple of years, we may be reaching calmer waters in the coming months. Dry powder held by U.S. private equity investors has reached an all-time...more

Alston & Bird

European Commission Opens First M&A In-Depth Investigation Under the Foreign Subsidies Regulation

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Our Antitrust Team reviews how the European Commission is using the Foreign Subsidies Regulation (FSR) and, for the first time, performed an in-depth investigation into whether the acquirer of a company with activities in the...more

BCLP

Faster, Stronger, and Simpler? Australia’s New Merger Control Regime

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On 10 April 2024, Australia’s Federal Government announced far-reaching reforms to its merger control regime, most notably the introduction of a new single, mandatory and suspensory, merger control system. The reform package...more

International Lawyers Network

Establishing a Business Entity in the United States (Updated)

1. Choosing the Right Legal Structure - 1.1 Introduction - Establishing a business entity in the United States can be an important strategic step for any international company that wants to avail itself of the...more

A&O Shearman

EU Foreign Subsidies Regulation increases M&A risk

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The EU Foreign Subsidies Regulation (FSR) took effect in July 2023. It aims to regulate subsidies granted by non-EU countries to ensure that they do not distort competition in the EU internal market. For dealmakers, it is...more

Fenwick & West LLP

SEC’s New Disclosure Rules Impact SPACs and Target Companies

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Almost two years after the publication of proposed rules (the Proposed Rules) on March 30, 2022, the SEC has adopted final rules (the Final Rules) to enhance disclosure and expand liability in initial public offerings by...more

Latham & Watkins LLP

China Adopts New Merger Control Filing Thresholds

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On January 26, 2024, the State Council of China adopted new merger filing thresholds by promulgating the amended Provisions of the State Council on Thresholds for Prior Notification of Concentration of Undertakings (the...more

Goodwin

2024 HSR Thresholds Announced: $119.5 million

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As required by the HSR Act, on January 22, 2024, the U.S. Federal Trade Commission (“FTC”) released its annual adjustments to the reporting thresholds and filing fees. The key number to remember is now $119.5 million. ...more

BakerHostetler

2024 HSR Filing Thresholds and Filing Fees Announced; 2024 Interlocking Directorate Thresholds Announced

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On Jan. 22, the FTC announced the 2024 filing thresholds under the HSR Act, as well as the 2024 filing fees. The new thresholds will be published in the Federal Register in the coming days....more

Oliva Gibbs LLP

Flying Under the Federal Radar: Deals Under the HSR Filing Threshold Provide Scrutiny-Free Opportunities for Operators

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Oil and Gas Mergers and Acquistions: A $100 Billion Shift - As happens periodically, consolidation mania has once again seized the oilpatch.  There have been multiple oil and gas acquisitions totaling over $100 billion by...more

A&O Shearman

Overview of the Hart-Scott-Rodino Annual Report for Fiscal Year 2022

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The Federal Trade Commission (FTC) and the U.S. Department of Justice Antitrust Division (DOJ) (collectively, the Agencies) recently issued the Hart-Scott-Rodino Annual Report for Fiscal Year 2022 (the Report). Covering the...more

White & Case LLP

Major proposed changes to US antitrust rules present new hurdles

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Under the Biden administration, the US antitrust agencies—the Federal Trade Commission (FTC) and Department of Justice, Antitrust Division (DOJ)—have proposed widespread changes to antitrust policy, creating uncertainty for...more

White & Case LLP

New challenges for Taiwanese companies under the EU’s Foreign Subsidies Regulation

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The EU's new Foreign Subsidies Regulation (FSR), which came into effect on July 12, 2023, marks the European Commission's attempt to level the playing field by addressing the potential distortive effects of non-EU subsidies...more

Skadden, Arps, Slate, Meagher & Flom LLP

As US Antitrust Agencies Double Down on Merger Enforcement Approach, New Deal Strategies Emerge

Key Points - - New draft merger guidelines reflect the aggressive approach that has defined merger enforcement in the Biden administration, including novel theories of harm. - Proposed changes to HSR notification will make...more

White & Case LLP

Saudi Arabia: New Thresholds for Merger Filings, and New Conditional Approvals

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Saudi Arabia's General Authority for Competition recently announced key changes to its merger control notification thresholds, adding a new local nexus test and a new minimum turnover threshold for the acquired entity. This...more

Morgan Lewis

District Court: Hospital Merger Is Exempt from HSR Filing Under State Action Doctrine

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A US district court judge, in a case of first impression, recently held that Louisiana Children’s Medical Center’s acquisition of three New Orleans–area hospitals from HCA Healthcare, Inc. was exempt from both the federal...more

Stark & Stark

What is Form N-PX? Who Must File it and When?

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Effective July 1, 2024, New rule 14Ad-1 requires institutional investment managers that are 13F filers to report say-on-pay votes (see below) on Form N-PX when voting on the approval of executive compensation, including, but...more

Skadden, Arps, Slate, Meagher & Flom LLP

EU Foreign Subsidies Regulation Goes Live: Key Implications for M&A Transactions

On 12 July 2023, the EU’s Foreign Subsidies Regulation (FSR) entered into force. The FSR allows the European Commission (EC) to investigate and remedy subsidies received from non-EU countries that distort the EU internal...more

Bracewell LLP

FTC Proposes Sweeping Changes to US Merger Filing Requirements

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On June 27, 2023, the Federal Trade Commission (FTC), in concurrence with the Antitrust Division of the US Department of Justice (DOJ), announced a proposal to drastically overhaul the Hart-Scott-Rodino (HSR) premerger...more

White & Case LLP

Morocco Competition Council Announces Merger Control Amendments

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Morocco has enacted amendments to its competition law that will have significant impacts on its merger control regime. The amendments include increasing the minimum turnover thresholds for merger control filings, introducing...more

White & Case LLP

You're gonna need a bigger boat: Stormy waters ahead as the FTC proposes far-reaching changes to HSR Form

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If the proposed rule is finalized, merging parties will face expansive requirements for HSR filings and lengthy filing preparation times. On June 27, 2023, the US Federal Trade Commission ("FTC"), with the concurrence of...more

A&O Shearman

Proposed Overhaul of HSR Form Will Dramatically Increase Burden on Filers

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Earlier this week, the Federal Trade Commission and the Antitrust Division of the U.S. Department of Justice (the “Antitrust Agencies”) announced proposed changes to the premerger notification process that mark the most...more

Wilson Sonsini Goodrich & Rosati

FTC and DOJ Propose Radical Reforms to HSR Filings: Changes Would Impose Considerably Greater Burden on Merging Parties

On June 27, 2023, the Federal Trade Commission (FTC) and the Department of Justice (DOJ) jointly announced a proposed overhaul of the Hart-Scott-Rodino (HSR) Act filing requirements. The proposed changes, detailed in a formal...more

Holland & Knight LLP

Killing Deals Softly: FTC Proposes 107-Hour Increase in Hart-Scott-Rodino Burden

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The Federal Trade Commission (FTC) on June 27, 2023, announced its intention to increase the cost and burden of its regulatory processes, which might prevent many even benign and procompetitive mergers and acquisitions (M&A)...more

Axinn, Veltrop & Harkrider LLP

Axinn Antitrust Insight: FTC Proposes Massive Revisions to HSR Filing Requirements Amounting to a Fundamental Shift in the U.S....

On June 27, 2023, the FTC published for public comment the first major overhaul to the HSR form in decades. If adopted, the proposal would dramatically increase the amount of information that must be provided with an initial...more

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